Growing Up
by A High-Tech Burrito
Summary: When he was younger, Spike thought nothing would ever change. But part of growing up is learning that letting go is a part of life. He'd never forget them. Spike centric, oneshot.


**Growing Up**

_Written to; Your Guardian Angel by Red Jumpsuit Apparatus_

_Characters; Spike centric, Rarity, Applejack, CMC, Mentions of Twilight, Dash, Pinkie and Fluttershy._

_Pairings; Rarity/Big Macintosh, hints toward Twilight/Applejack and Pinkie Pie/Rainbow Dash if you want to see them. Really any pairing if you want to see it._

_Warnings; A little sad, but meant to be hopeful in a bittersweet way. Deals with death._

_Yes, I'm a Brony. What can I say, the show is very well made. This is a oneshot that's been floating around in my head for a while and two nights ago I just sat down and wrote it out. Thanks to Ryosei_Hime for beta-ing, and I hope you enjoy! Check my DA for the cover page._

* * *

Spike lumbered about Ponyville's library, cleaning up the small messes he came across and putting books back into their proper places. He let out a relaxed sigh, claws trailing over the aged spines of familiar books and the faded wood of old shelves. Over to his left was a large potted plant, one that Twilight had brought in as just a little bud. Spike laughed to himself, wandering over to the plant and touching one of its bright blue flowers.

"This thing sure has grown a lot. It's a good thing you had Fluttershy to help you with it, huh Twilight?" He chuckled again, "We both had terrible green thumbs. More like brown thumbs!"

His quip was met with silence, as it always was these days. The air in library was still, quiet, and yet somehow still full of life. How could it not be, after everything that had happened here over the years? All the laughter, all the fun, all the studying and quiet nights of watching the stars. Spike gave the plant a last pat, looking around the library with a poignant smile.

"It's been a long time, Twilight. I'm just getting too big for this place...you know, dragon and all." He chuckled sheepishly, "We age slow but grow fast. Princess Celestia's offered me a place to stay at Canterlot, to help out there. I'll come back to Ponyville and visit though. This place is my home. And you guys are my family."

Letting out a small sigh Spike picked up his bag and slung it over his shoulder, but didn't move from his spot. His eyes swept over the library one last time, not spotting a speck of dust on the shelves, or a smudge on the windows. Indeed, everything was perfectly clean. Just like he always kept it.

Spike allowed himself a small laugh, smirking. Truly, no one could take care of this place like he could!

The dragon turned to the doors, careful not to let his tail knock anything over. He was still getting used to its new length. He pushed one of the double doors open and waved over his shoulder, "Well...see ya."

Spike just barely managed to squeeze himself through the newly made double doors, built specifically for him by Applebloom. It was something he was really grateful for. He wasn't exactly huge yet, but he was bigger than the standard pony.

Closing the doors behind him, Spike set off down the road to his next destination. Ponies greeted him jovially as they passed, and Spike was more than happy to strike up a few conversations, letting the little fillies and colts climb up his back and slide down his tail. So many familiar faces...children of old friends, all grown up and with kids of their own. It put a smile on his face.

But, Spike had a schedule to keep to, and he couldn't talk for long. He looked to every building he passed by, familiar shapes, signs and woodwork long since committed to memory. It had been a long time since he and Twilight Sparkle had first come to Ponyville...almost sixty five years. A lifetime to a pony, but barely anything to a dragon like him.

Ponyville had been so good for Twilight, opening her up to the magic of friendship and helping her learn far more than she could on her own. Spike had never seen Twilight happier than when she was in Ponyville with her friends, and for that Spike was forever grateful to the town. Twilight was always a good pony, but she had needed the wakeup call that Applejack and the others gave her in order to live to her full potential. And boy, did she ever! Spike could never repay Ponyville's residence for what they did for Twilight. And it was only recently that he realized just how much Ponyville had done for him as well.

As a baby dragon, he'd never really thought too hard about the world or friendship or anything really. And when he looked back on it, Spike realized just how naive he was. Not that it was a bad thing, he was a baby dragon after all, and baby dragons are...well, they're babies! He had been thrilled to come to Ponyville with Twilight, and even more excited once they made their new friends.

Yep, back then, it was just gonna be him, Twilight and the gang forever. Twilight would always be by his side, to cuddle up with him when he was scared, to dry his tears when he was sad, to help him put on a band-aid when he got a boo-boo. Pinkie Pie would always be there to throw parties, Fluttershy would always be there to listen when you needed it. Rainbow Dash would be there with her go-getter attitude, Applejack would be by your side in an instant if you needed anything, and Rarity...well, she could do anything in his eyes. And that's just how it was going to be, forever.

And then Fluttershy got sick.

First, it was just a cough, some trouble breathing. Spike didn't really understand what was going on at the time, just that Fluttershy couldn't do as much as she used to. But over time she grew weaker, her legs slowed down, her wings weren't quite as quick as they used to be. In fact, everyone was a bit slower than they used to be. He had grown, but he hadn't sped up that much. Finally, he had asked Twilight what was wrong with Fluttershy.

Twilight told him, plain and simple, that she was just getting older. All ponies grow old, slow down, get sick from time to time. Everything does. It made sense, but Spike didn't want it to. And that's when it really hit him.

Twilight's mane had faded, her coat was streaked with gray and she required glasses now to read. Her eyes drooped with the wisdom only age could bring, her tail was held lower than it used to be. She wasn't able to gallop the way she used to. Twilight was growing old. And Spike? He was just barely a pre-teen.

Fluttershy grew weaker and seemed to fade right in front of his eyes. She was so much paler than he remembered. But still, Spike kept thinking, she couldn't die! Who would take her place? Who would take care of the animals? No one else could do her job!

She passed away almost twenty years ago, at the tender age of 68. Spike had been inconsolable. Twilight had tried to calm him, but it just wasn't fair! Fluttershy still had so much left to give, and without her the world was just that much emptier.

She was sick, Twilight had said. Things like this just happen sometimes, and there's nothing anyone can do about it. Everything grows old and dies in its own time, some just sooner than others. It didn't mean we couldn't be sad for losing someone, but we also had to be happy for the years we got to spend with that pony.

And the worst part was, he completely understood what Twilight was saying. He even acknowledged the fact that Fluttershy had accepted her death with as much grace and dignity as she had everything in life. Fluttershy had even told him once that she wasn't scared anymore. But he was. Because he'd never thought about losing anyone before. Because he knew now with frightening clarity that someday, he'd lose Twilight too.

"Silly-willy Spikey-wikey!" Pinkie Pie had said to him, on her death bed twelve years after Fluttershy and still somehow as peppy as ever. Her pink mane was speckled and faded, and she wore a smile on her face despite the circumstances. He was frustrated and demanded to know how she could be smiling.

"A smile goes a thousand miles! And that's much longer than a frown, uh-huh." She had nodded seriously, "If you go around worrying all the time, you're never gonna have any fun or make any friends! And that would be soooo sad, I don't think I could take it at all!

"Remember to laugh, Spikey!"

Remember to laugh. That was the last thing Pinkie Pie had said to him. After that he and Twilight had left for the night, leaving Pinkie Pie in Rainbow Dash's care. The next morning they got the news from Applejack that Pinkie had passed away in her sleep, snuggled up against Dash's side. And she was smiling.

Pinkie's death was a harsh blow to the whole town. For a while, it was like Ponyville had forgotten how to smile. Pinkie just made everything so kooky that you had to smile and laugh. And yet, the recovery was faster than that of the loss of Fluttershy, even for him.

The grieving for sweet Fluttershy had been quiet, subdued, much like she was in life. Ponies paid their respects to her small cabin in the woods and attended her funeral, listening quietly to the eulogy that Twilight and Rarity had prepared.

The grieving for Pinkie Pie was as bi-polar and random as she was. At first, Ponyville seemed to grow just a little darker. Tails hung lower, laughter was seldom heard, and pranks weren't even thought of. Rainbow Dash had been hit the hardest by Pinkie's death; they had been really close in life, and by the end were almost inseperable. No one saw Dash for a week after the funeral.

And then, out of nowhere, Dash came swooping down on Ponyville throwing confetti and streamers and horns onto the streets, announcing loudly that there was gonna be a party for Pinkie that night and everyone better come! It was the most fun Spike had had for a long time. Ponies partied all night, mingling and dancing and having tasty treats, all the while sharing stories about Pinkie Pie. There was so much laughter in the air that night, and Spike could have sworn he heard Pinkie once or twice.

He started to get it, then. What Fluttershy meant by telling him she wasn't scared, what Pinkie Pie had meant when she told him to remember to laugh. They were both gone, but Twilight and the others still remembered them, talked about them. Twilight would often recall Fluttershy's wonderful kindness in times of trouble, reminding everyone to give to others and share their blessings. And, sometimes, to remind herself to be patient with young students!

He and Rainbow Dash had taken Pinkie Pie's final words to heart. Spike, at least, found everything easier to bear if he just stopped and laughed once in a while. Dash had taken up Pinkie's mantle as resident cheer-bringer, adding her own little flair to it with the Cutie Mark Crusaders' help. That mantle had been passed down to the Crusaders' children, and then to their grandchildren, and with any luck Pinkie's Cheer Brigade would live on for a long time.

Yes, laughing made everything easier to bear. And for almost nine more years, things started to look up. But then...Twilight began to grow weak. Spike tried to ignore the signs at first, desperately trying to avoid the inevitable. But Applejack wouldn't have any of that. As Twilight's closest and dearest companion, she knew that Twilight would need Spike in her final days more than ever before. And she told him so right to his face, one harsh, honest truth.

Applejack let Spike cry it out against her near white mane, the old mare shedding a few herself. "Now look here, Spike. I don't like this neither." Her voice cracked slightly, "But Twi's gonna need us more than ever now, and she needs to know that we love her and we're gonna be there for her right 'til the end."

And they were. Rainbow Dash and Rarity, too. All four of them were present as Twilight took her final breath, leaving them with a parting word to each. First, Rarity...beautiful, generous Rarity. She'd work herself to the bone just to give someone something nice, even at her own expense. But that's what made her such a wonderful pony. Generosity is a gift to those who have it.

Second, Rainbow Dash...ever loyal, with a competitive spirit that drove those around her to do their very best. Dash never left anyone behind and would fight to the bitter end for a friend. She could get caught up in the competition sometimes, but you could always count on Dash to be by your side when things got tough.

Third, the ever dependable, ever strong Applejack. There was never a more dependable pony than her. If you ever needed anything, Applejack would be right there to help in no time. Twilight had counted on her a lot in the past, and not a day went by that the two didn't see each other. Applejack gave Twilight one last nuzzle. And then it was Spike's turn.

"Spike," Twilight smiled at him, "I love you so much."

That was all she said to him. And that was all she needed to say. Spike sobbed and hugged her tightly, telling her how much he loved her too. He was her number one assistant, and she had been there ever since he had hatched. Really, she was the one who hatched him!

She died in the night, passing peacefully into a slumber. Spike had stayed in the library, continuing his duties as if nothing had changed. The growth spurts that had started before Twilight passed were getting more and more frequent, but he could still fit in the library at that point. And...it didn't really feel like Twilight was gone.

The library was just so much a part of her that it almost felt like it was filled with her presence. So, Spike would talk to her when he was doing his chores, sorting books, or lying around. He didn't want Twilight to feel neglected after all!

Rainbow Dash passed away the year after Twilight. Really, no one had seen it coming at all. Heck, Spike had even talked to her the night she died, and she was totally normal.

"Yo, Spike!" Rainbow Dash had called down from her usual cloud, getting the dragon's attention. She was looking up at the sky. "You think Pinkie's having a blast up there? I bet she's running on Twi's last nerve, ha! Poor Fluttershy." She paused, snickering, "You think she'll throw a party for me?"

"Oh, she'll throw an extra big one for you, Rainbow Dash." Spike smiled, mumbling the words he said to Dash two years ago. She was found by Scootaloo the next morning, curled up on the same cloud, a smirk on her face. Her wings were nestled neatly against her sides, and she looked for the whole world like she was just napping.

Scootaloo had arranged a fly-by salute by the Wonderbolts for Dash's memorial, and Spike knew that Dash would have loved it. The Wonderbolts sent out their best flyers for the occasion – after all, Scoot and Dash were two of the best trick flyers the group had ever had.

Spike stopped as he reached his destination, gently knocking on the ornate wooden doors. He smiled as he heard a familiar voice chime 'Coming!' and placed his bag on the ground.

Rarity answered the door, horn-rimmed glasses set upon her snout, her mane dyed a paler purple than it used to be. To go with the faded coat, of course. She lit up immediately, "Oh, Spike! Please, do come in dear. I'm watching the grandchildren at the moment."

A bigger set of doors opened with a flick of her horn, Spike squeezing in to the house. Several fillies and one colt stared up at him wide-eyed before cheering and galloping over to him. Spike chuckled and leaned down, letting the young ponies climb all over their 'uncle Spike.' "I thought they were your great grandchildren, Rarity."

"Well yes, but that is such a mouthful." Rarity waved a hoof to dismiss the subject, "Would you like anything Spike? I'm afraid I don't have much in the way of tea at the moment, but I do have some hay fries I could crisp up for you."

"Awh, thanks Rarity. But don't worry about it, I'm fine. I'll eat something when I get to Canterlot." Spike answered, staring down at the little filly approaching his nose. He went cross-eyed, and the filly burst into laughter.

Rarity smiled at the sight, trotting up and ushering the filly away. "Now, now. Uncle Spike and I have to talk, so you kids go upstairs and play for a while alright?" The children whined, and Rarity waved a hoof. "No buts! Say goodbye to Uncle Spike and up, up you go now!"

Spike waved at the children as they went up the stairs, Rarity disappearing into the kitchen momentarily. The dragon made himself comfortable, looking around at the many pictures adorning the walls. There were many of Rarity's children and grandchildren, now all grown up and with kids of their own. Beautiful paintings also hung on the walls – in strategic places of course, to bring out their maximum beauty.

His eyes were drawn to a picture of Big Macintosh at the family farm. The stallion had long since passed away, as the co-owner of Sweet Apple Acres and Rarity's beloved husband. They had raised an upstanding family together, and while most of their children chose to go into fashion like their mother, one of their little granddaughters became the future owner of Sweet Apple Acres. She was the spitting image of her father, but with eyes that could make any stallion swoon.

"I have a gift for you, Spike." Rarity announced as she entered the room, a large bag floating beside her. "It took me a while to get these, but it was worth every effort." She flicked her head, letting the bag float into Spike's hands. "I want you to have them."

Spike frowned slightly, opening up the bag. In an instant the frown disappeared, replaced by an awestruck look. "Rarity, these...these gems are huge! I can't-"

"No no no!" Rarity held up a hoof, "I absolutely insist upon you having these gems." She lowered her hoof and smiled gently, "I know how much you love gems, Spike, and I just couldn't let you go without giving you something. Why, I wouldn't be able to live with myself!"

Spike smiled, tearing up just a little bit. Rarity was still so beautiful, inside and out. He had gotten over his crush a long time ago, but she was still very dear to him. "Thanks, Rarity. It means a lot."

Rarity walked up and nuzzled him, giving the dragon a small peck on the cheek and a sad smile, "You come and visit us once in a while, alright? Just think of how gray my mane will go if I'm left to worry about you for too long!"

Spike laughed, "Don't worry. I'd miss this place too much if I didn't come back to visit."

Rarity saw him off, waving from the door as the dragon set off to his next destination. He didn't get very far when Scootaloo swooped down in front of him, surprising Spike and making him trip over his own tail.

"Whoops, sorry Spike! You okay?" Scootaloo landed near his head, giving Spike an apologetic grin. "Guess you didn't hear me calling."

"Nah, it's okay Scoot. I was kinda wrapped up in my thoughts." Spike pulled himself up from the ground, shaking the dirt from his back and tail. Scootaloo yelped, dodging out of a dirt clump's path just in time. Spike snickered, and Scoot stuck her tongue out at him.

"Well gee Scootaloo, ya didn't hafta go an' knock the lug over ya know." Applebloom trotted up with Sweetie Belle in tow, stopping beside their Pegasus friend.

"I didn't mean too! Just got carried away I guess. Besides, he's fine!" Scootaloo flapped her wings, grinning at the earth pony. The Cutie Mark Crusaders, now in their early seventies but still as youthful as ever. Scootaloo never let age slow her down, and even today was still a high-flying speedster. Applebloom had discovered a creative flair within herself, and to this day Sweetie Belle's voice could charm anyone.

"Are you really leaving, Spike?" Sweetie Belle asked, a slight frown on her face.

"Yeah...Princess Celestia needs me up in Canterlot. And uh...I kind of can't fit in the library anymore." Spike chuckled and shrugged sheepishly. He'd been forgetting his own size a lot lately.

"Well shoot, Spike..." Applebloom's ears folded back, "We sure are gonna miss ya a mighty lot."

"Don't worry, guys. Spike'll come and visit." Scootaloo fanned out her wings proudly, "After all, he is Ponyville's resident dragon!"

Spike smiled widely, nodding. Scootaloo had given him that title when she was in her teen years, and it had stuck ever since. It was an innocuous little title, but it always made Spike feel good. Especially after that fiasco nearly fifty years ago. Spike had sneezed in his sleep and set the library on fire, scaring the entire town. It was the first time he had ever thought of himself as a potential danger, and it scared him.

Scootaloo was one of the first to jump to his defence. She knew Spike would never do anything like that on purpose, and never put any of them in danger. He was one of them. After all, what other town could say they had a resident dragon?

"Don't worry guys. I'll come visit every chance I get, promise."

Sweetie Belle smiled, "Good. I don't think my sister would be very happy if you didn't."

"Ha! I wouldn't wanna rouse Rarity's wrath." Scootaloo chimed in, chuckling lightly.

"We'll see ya around then Spike. You come by Sweet Apple Acres once in a while, ya hear?" Applebloom gave Spike a grin and a wink, before turning and trotting off with her friends. Spike watched them go, waving until they were far down the road.

Spike spent the rest of the day looking for Applejack, but she was just nowhere to be found. He didn't want to leave without saying goodbye...but he was running out of time. The transport the Princess sent for him had already been waiting for a whole hour, and they were getting impatient.

With one final, desperate look around, Spike finally gave up and headed to the carriage.

"And where do ya'll think you're goin' without sayin' goodbye?"

Spike bounced up, a wide grin spreading across his face. Applejack trotted up as he turned around, pulling a cart behind her. "Applejack! I thought I missed you completely!"

"I'm sorry about that there Spike, I was awful busy today. But don't you fret none, I wasn't about to let ya go without a hearty goodbye." Applejack was still as wilful as ever, her hard-working spirit as tough as ever. Her body may have become a little frailer over the years, but she still insisted on pulling her weight around the farm and in Ponyville. After all, she was Ponyville's most dependable pony.

"That's okay Applejack. I'm just happy I got to see you!" Spike tilted his head curiously, "What's in the cart?"

"It's a gift, Spike, from all of us folk in Ponyville." Applejack smiled, "Go ahead, take a look."

Spike moved over to the cart, picking the tarp up carefully. Underneath was a large wood carving, covered with the signatures of everyone in Ponyville. In the center were several photographs, one of the Cutie Mark Crusaders, one of the many fillies and colts he had seen grow over the years, one of Ponyville itself. But the picture that hit him the hardest was one of himself, Twilight, and the others, all gathered together for an old group photo.

He touched the photograph with a claw, "I...I thought this was lost in the fire."

"Turns out Pinkie Pie had another copy stashed away in her albums." Applejack filled in, "There's a drawer there in the side with more pictures in it, and a card for ya. Applebloom made this here carvin' for ya, Rarity decorated it, and the rest of us dug up the old photos. Everyone in town signed their name on the card and the carvin'."

Spike ran a claw across the carving gently, tracing the masterful contours until he found the hidden drawer. The first picture he saw was one of him and Twilight, and he felt tears well up in his eyes. "Thanks, Applejack."

"It ain't nothin' Spike." Applejack answered softly, holding up a hoof as an invitation for Spike to hug her. He did just that, letting a few tears fall into the gray mane. "You just remember now, no matter what happens there'll always be a home for you at Sweet Apple Acres."

"I know, AJ." Spike sniffled, reluctantly separating himself from the blonde mare. He picked up the carving gently, placing it with his bag on the carriage. "I'll come visit. I promise."

"We'll be lookin' forward to it, Spike." AJ smiled softly, a hint of sadness showing in her expression. Spike was surprised as Rarity trotted up next to her, the Cutie Mark Crusaders following behind.

"Indeed, dear Spike. Take care."

"You write to us every once in a while, ya hear?"

"Yeah! And you make sure those new Wonderbolts are up to par!"

"Don't stay gone for long."

Spike looked between the five mares, each sentiment making his heart swell just a little bigger. Applejack, Rarity, Applebloom, Scootaloo and Sweetie Belle, all of them had been such a big part of his young life and now they were here seeing him off. It made him want to stay in Ponyville even more than before, but he knew he couldn't. He was just getting too big. Ponyville wasn't built for dragons.

When he was younger, he started to think bitter thoughts. Ponies have such short lives compared to dragons, it just wasn't fair! Why should he have to sit by and watch everyone fade away and die again and again, each time knowing that every new friend he makes is just gonna disappear. No wonder there were no other dragons working for the Princess, if they had to deal with this!

But, seeing the five mares all here just for him, he knew it was worth it. All the pain, all the sadness, in the end it was worth it every time. Because before the pain there was years of laughter, love, fun and friendship. And the pain he felt from losing a friend was just the acknowledgement of how much that pony meant to him.

"Thanks, guys." Spike took a shaky breath, smiling at the five. "I'll...see you later, okay?"

They all said their fond goodbyes as the carriage took off, taking Spike away to Canterlot. He watched as Ponyville got smaller and smaller in the distance, reminiscing about everything that had happened since he first arrived there. For a moment the bitter thoughts came back, as they always did. To turn away from his friends and become a solitary dragon, hoarding gems in a mountain somewhere. But he knew he'd never give in to them.

It would be an offence to Fluttershy, who in her moment of death feared nothing since she knew she had loved and been loved and cherished in life, if he were to take the easy way out.

It would be an insult to Pinkie Pie, who in life brought only laughter (and perhaps some confusion) to those who needed it most, if he would become a creature of fear and anger.

It would be an affront to Twilight, who always wanted the best for him, and loved him so deeply, if he would start to hate that love.

It would be an outrage to Rainbow Dash, whose loyalty to her friends knew no bounds, if he were to turn his back on everyone.

Applejack, Rarity, and everyone else would pass away in time. But he would cherish the time he had with them, and forever keep their memory alive in his heart. Healing from the loss of a friend is a hard lesson to learn, but it's a lesson that has to be learned by everyone at some point. Loss must be met with grace and dignity, healed over with laughter and the company of close friends.

But loss also hurt. He still cried sometimes, over the loss of Twilight. Had dreams where everything was back as it should have been, Pinkie Pie throwing parties, Fluttershy caring for the animals, Rainbow Dash and Applejack having a race as Twilight and Rarity conversed over tea. And when he woke up, the reality would hurt him more than ever.

But he wouldn't trade any of it for the world.

* * *

_For anyone wondering, Applejack and Rarity are bout 84 in this scenario. Assuming ponies in this universe have the lifespan of humans, most Ponies reach between 80 and 90 years of age._


End file.
